UCO BANK, Department of Information Technology …€¦ · Request for Proposal (RFP) For “Implementation of Bharat Bill Payment System to operate as a Bharat Bill ... Complaint

RFP Ref No. UCO/DIT/1003/2016-17 Date 31-08-2016 Page 1 of 69

UCO BANK, Department of Information Technology

Request for Proposal (RFP) For “Implementation of Bharat Bill Payment System to operate as a Bharat Bill Payment Operating Unit RFP Ref No : UCO/DIT/1003/2016-17 Date 31-08-2016”Pre-Bid Responses/ Clarifications

to Queries raised by the Bidder(s), Amendments, Addendums and Corrigendum’s

SL No

Page no Clause Clause as per RFP Description of Query/Clarification

sought by Bidder Bank Response

1. 9 Section 1.6

Earnest Money Deposit (EMD)

of Rs. 10,00,000

We wish to decrease the EMD to Rs. 1,00,000 (Rs. One Lakh)

Clause 1.6 of the RFP has been modified as “Earnest

Money Deposit (EMD) of Rs.

5,00,000.”

2.

13

Section 2.1 –

Eligibility Criteria

Point 2

The bidder should have an annual turnover of at least Rs.

10 Crores per annum for last 3

financial years (i.e. 2013-14, 2014-15, and 2015-16)

The Bidder should have registered

an annual turnover of at least Rs. 5 Crores per annum for last 3 financial

years (i.e 2013-14, 2014-15 and 2015-

16).

Clause of the RFP has been

modified as “The Bidder

should have registered an

annual turnover of at least Rs.

5 Crores per annum for last 3

financial years (i.e 2013-14,

2014-15 and 2015-16).”

3.

22

Section 5.4 –

Performance Bank

Guarantee

The selected bidder, within 15 days from the date of

purchase order will have to

furnish a Performance Bank Guarantee, format as

Annexure I , issued by any

The selected bidder, within 15 days from the date of purchase order will

have to furnish a Performance Bank

Guarantee, format as Annexure I , issued by any scheduled

commercial bank equal to 5% of

Clause stands as per RFP.


scheduled commercial bank

equal to 10% of the order

value valid for 39 months from the date of purchase order.

Upon furnishing the

Performance Bank Guarantee, the EMD of the selected

bidder shall be returned.

the order value valid for 39 months

from the date of purchase order.

Upon furnishing the Performance Bank Guarantee, the EMD of the

selected bidder shall be returned.

4.

19 4.5

*Note: Phase-2 is required if

Bank wants to be Biller OU also.

In case, Bank has opted only to be Customer OU then

Phase-2 is not required.

1) Request the Bank to clarify if Bank wants to be Biller OU since overall

implementation timelines and

planning can be impacted if Bank decides to be Biller OU after

completion of Phase 1.

2) How many existing Merchants

does the Bank currently have?

Request the Bank to specify the nature of integration with these

Merchants. If the Bank is not able to

provide the information, request the Bank to consider merchant on-

boarding an operational activ ity in

Phase2.

Bank will act as Biller OU post

Phase 1. As and when the merchant tie up will happen

with the Bank, vendor has to

integrate the merchant in the BBPS environment.

5 20 4.6

Standard API‟s For Interface

With Alternate Delivery Channels

Request the Bank to clarify whether

payment channel API 's will be

provided by the Bank for the Bidder

to consume for Integration

Payment channel API 's will be

provided by the Bank

6

Can the Bank please clarify the year

on year volumes it is expecting for

the contract period? This will be helpful in hardware sizing

estimation.

Please refer scope of work,

point no-14.First year-50 to 75

lacs,2nd year 75-1.25 cr,3rd 1.25-2cr approx. volume of

transaction.


7 18 4.2 SMS/Email Integration

Request the Bank to clarify if existing vendors for SMS / Email are present

with the Bank for Integration?

Bank has its SMS/Email

vendor. The required

information will be shared with the selected bidder.

8

13 2.1 Eligibility Criteria

We understand that bank is looking

forward for a partner with some experience of Bill payment system

to ensure successful implementation

of BBPOU platform hence we

request bank to consider adding of below eligibility qualification:

1) The bidder should have successfully completed sand box

testing with NPCI for BBPOU

integration.


9

13 2.1 Eligibility Criteria

We understand that bank is looking

forward for a partner with some

experience of Bill payment system to ensure successful implementation

of BBPOU platform hence we

request bank to consider adding of below eligibility qualification:

1) The bidder should be implementing / implemented

hosted BBPOU platform for at least

one bank in India. Formal go ahead

email / Purchase order should be submitted as proof of this.

Yes. Clause stands as per RFP.

10

14

PART –I I / 2.1

Eligibility

Criteria/4.

The Bidder should own the

intellectual property rights of the solution or should have

rights from the owner. I f not,

the Bidder should have in place proper tie-ups,

As the proposed system is in-house

developed can the bidder can give an undertaking to this effect. The

intellectual property rights solely rest

with the vendor.

Yes


commercial agreements &

authorized implementation

partnership for deployment/resale/customizati

on of software with the

product OSD whose software products are offered.

11 14

PART –I I / 2.1 Eligibility

Criteria/5.

The bidder should be an OEM or their authorized

representative.

As the proposed system is in-house developed can the bidder can give

an undertaking to this effect.

Yes

12 14

PART –I I / 2.1 Eligibility

Criteria/6.

Bidder should have experience

of minimum 1 years as on 30th

September, 2016 in providing such type of solutions or

carrying out activ ities/projects

like Payment Gateway/ATM Switch/IMPLS/Biller Integration

& reconciliation of the

RBI/NPCI/PSB.

I f the vendor has implemented

payment gateway solution to one

of the banks will it suffice the requirements? We need more clarity

on Biller Integration & reconciliation

of the RBI/NPCI/PSB

Clause of the RFP has been

modified as “Bidder should

have experience of minimum 1 years as on 30th

September, 2016 in providing

such type of solutions or carrying out

activ ities/projects like

Payment Gateway/ATM Switch/IMPS/Biller Integration

& reconciliation of the

RBI/NPCI/PSB.”

13 48

Annexure-E

Commercial Bid Format

Table-4

Request the bank to provide the

approximate number of

transactions for each year for quoting reconciliation charges.

Bidders are not privy to the changes

in tax structure introduced by respective regulatory authorities

from time to time.(Eg. Introduction

of GST and its impact is unknown so far).

Bidder has to quote bid with

existing tax in place.

However, payment will be made based on the

prevailing tax at the time of

invoice.


Accordingly almost RFP‟s in India so

far have excluded taxes from the

Ambit of commercial calculations. We request the bank to please

consider the base price of

components and exclude all taxes and lev ies from the gamut of

commercial evaluation.

14

General

Submission of Bid documents

Request the bank to consider 2

weeks time for submission of bid documents from the date the pre-

bid clarifications is published in the

bank‟s website.

Date of Submission of bid is

extended upto 13/10/2016.

15 13 2.1. (3)

The Bidder should be a profit

making entity (profit after tax) in any two of the last three

financial years i.e. 2013-14,

2014-15, and 2015-16.

Usually for IT Companies banks

prefer Eligibility Criteria as "Profit

making in last 3 financial years OR having Positive Networth in last 3

financial years".

Suggest to amend.


16 17 3 (iii)

Prov ide mobile app in

android/windows/blackberry/iOS for customer payment

Bank has its own Mobile Banking

Application. APIs can be shared with the Mobile

Banking Vendor for integration with

BBPOU. Does Bank want to have separate

Mobile App for BBPOU. Please

clarify.

Yes , For BBPPOU Bank wants

separate Mobile App.

17 18 19

The proposed Bharat Bill

Payment system application

must be implemented in scheduled languages (22) of

the India.

We understand this requirement is from the perspective that Customer

accessing the Web Portal of Bank

for using bank BBPS system. In such case Bank web portal vendor need

to provide this facility.

In case if Bank wants to provide

BBPS vender has to provide required web portal for BBPS,

which should be available in

22 languages


separate portal then bidder will

have to provide it.

Please clarify.

18 18 4.2 Phase 1

(1)

Portal for bill payment through

BBPS

Does Bank want to provide dedicated portal for customer to

access Bank BBPS.

Please clarify.

Yes

19 18 4.2 Phase 1

(2)

Integration with Core Banking

Application

Bank to arrange APIs for integration. Any charges for API by CBS vendor

should be borne by Bank.

Yes

20 18 4.2 Phase 1

(10)

Complaint management

system [CMS] i. Complaint messages to

BBPCU

ii. The complete Complaint

management system should be available.

As per the BBPS technical specification the Compliant

Management System (CMS) &

Dispute Management System (DMS)

is in the scope of BBPCU (NPCI).

The scope of work should be as per the guidelines of NPCI.

The selected bidder has to in

line with NPCI to the any

changes/updation/modification of the proposed system

and it will be the responsibility

of the selected bidder.

21 19 4.2 Phase 1

(11) Integration with existing Bill

payment platform of the bank Please share the details

Required information will be

shared with the selected

bidder

22 18 16 Option for RRBs to be available in the solution for future

requirement

RRBs will be operating under the same BBPOU License of Bank OR

RRBs will be having indiv idual BBPOU

License issued by RBI . Please clarify.

In case if RRBs will not be operating

under Bank BBPOU License, then Bank BBPS application cannot

accommodate RRBs.

As and when if RRB gets

license for OU they have the right to discuss and negotiate

the price with the selected

bidder to implement the BBPS. I f they wish they can

operate under Bank like

agent.

23 20 4.7

Facility Management Serv ices : End to end facility

management serv ices

including Database,

Bank will be paying for 3 Support

persons for facility management

24x7x365. Please confirm.

Bank needs support for 24x7x365 basis. Selected

bidder has to decide number

of support person deployed


Application & Hardware will be

provided by the vendor for

24x7x365 from the day of Go-live of the project.

and their shift to meet the

SLA.

24 21 4.8

Support Hours: The Vendor

shall provide support to business user maintenance

and monitoring of the solution,

hardware, software &

database and it should be available 24 X 7 X 365.

These support hours are considered

under the FM Serv ices. Please

confirm.

RFP Clause is self-explanatory

25 23 5.6

The AMC, ATS, FM cost would

be paid quarterly in arrears after submitting all the

required documents/serv ices.

Request to amend payment on Monthly basis.

Clause stands as per RFP

26 23 5.8 (3)

Penalty : Uptime 99.90 monthly basis

98.90% to 99.90% Rs 5 Lakhs

97.90% to 98.90% Rs 10 Lakhs 96.90 to 97.90% Rs 20 Lakhs

95.90% to 96.90% Rs 30 Lakhs

I s Bank going to charges penalty of Rs. 5/10/20/30 Lacs on monthly

basis?

The Penalty charges are exorbitantly on higher side.

Request to reduce the same.

Uptime requirement 99.90% monthly basis:

98.90% to 99.90% - 1% of FM

97.90% to 98.90% - 3% of FM 95.00% to 97.90% - 5% of FM

Below 95.00% - 10% of FM

I f the uptime 3-4 times comes below 95.00%, the contract

may be terminated.

27 48 Annexure E

Table 3

* Note- Charges for SL no- 10 &

11 will start from 2nd year

SL No 10 & 11 are not found. Please

amend the note to reflect correct Sl. No.



28 17 Section 4.1

Point 3) iii

Prov ide mobile app in android/windows/blackberry/

iOS for customer payment

NPCI does not provide support for

Blackberry. RS would be able to

support Blackberry once NPCI provides the common library for

Blackberry.


29 18 Section 4.1

Point 12

PCI DSS Compliance

We are the technology partners for NPCI for the development of BBPS.

We are already working with banks

RFP clause stands. Letter to be submitted with in time line

maximum before phase-1


like SBI , PNB to name a few, for the

implementation of BBP-OU.

We request that this criterion be

removed.

implementation or payment

will be held on. Bidder can

submit the acceptable time line for doing the same.

30 17 Section 4.1

point 5

As the Customer OU, it is imperative that the bank will

not impact its existing

arrangement with the biller

aggregators for the on-us bill payment on immediate basis.

This solution approach must

keep this in consideration and create the provision for

integration with existing bill

payment system without impacting the customer

experience in the negative

way

Please share the details of your

existing bill payment system and

what are the expectations in terms of integration.

I t will be shared with the

selected bidders. I t is direct

integration/through payment aggregator etc.

31 18 Section 4.1

point 10

In-built Fraud Risk Mitigation

Procedures.

The BBPOU software does not have

a Fraud and Risk Mitigation Feature.

BBPOU can link to bank‟s FRM system, if required.

Solution must have some in

built capabilities to check for

risk mitigation. I ts integration with Bank‟s FRM is advisable.

32 18 Section 4.1 point 13

Integration of new biller if he is

not able to provide desired

format

I t would be possible to do so with

additional effort which will be

provided on a case to case basis.


33 18 Section 4.1 point 16

Option for RRBs to be available

in the solution for future

requirement

Please clarify what is meant by this.

Would the RRBs function as Agents

or Agent Institutions

As and when if RRB gets

license for OU they have the

right to discuss and negotiate

the price with the selected bidder to implement the

BBPS. I f they wish they can

operate under Bank like agent.


34 23 Section 5.6.3

Payment

terms

30% of the TCO (excluding Phase-2) will be paid on

delivery, successful installation,

commissioning of the hardware.

I t is requested that the cost of the hardware and system software be

released completely on the

installation of the hardware and system software

Clause of RFP the modified as

“30% of the item value

(excluding Phase-2) will be paid on delivery, successful

installation, commissioning of

the hardware.”

35 24

5.9

Liquidated damages

Liquidated damages

I t is requested that only the BBPOU

solution cost be included for

calculation of the damages. The

hardware, system software cost, AMC cost and support be removed

for calculating the damages./

Request to provide an overall cap on LD up to 10% of the total annual

contract value as the RFP is silent on

this matter.

Clause of the RFP modified as

“Notwithstanding the Bank‟s

right to cancel the order ,liquidated damages at 0.5%

of the item price per week

will be charged for every weeks‟ delay in

implementation.”

36 12

1.16

A Recipient will, by responding to Bank RFP, be

deemed to have accepted

the terms as stated in the RFP

The RFP is silent regarding the right

for negotiation of terms by the

Bidder. Request to delete this clause as this will curb interest of the bidder

and there would be several terms in

the RFP that would require negotiations and clarifications.


37 12 1.21

The total liability of the

selected bidder shall not exceed the total cost of the

order value

Request to limit the total liability of

the bidder equal to last 12 month's fees paid to the Bidder under this project.


38 16 3.6

The contract period will be

for

a period of Three (03) Years from the date of

Agreement. Bank at its own discret ion may extend the

contract for a further period

Request the Bank to clarify if the infra inputs are to be provided

considering 3 years or 5 years



of 2 years.

39 16 3.6

The performance of the selected bidder shall be

rev iewed every quarter and

the Bank reserves the right to terminate the contract at its

sole discretion by giving two

month’s notice without assigning any reasons.

Termination without reason is not acceptable, unless a mutually

agreed termination fees is paid by

the Bank for such termination without reason.

The Bank reserves the right to terminate the contract at its

sole discretion by giv ing 90

day’s notice without assigning any reason.

40 17 4.1 (3.vi) Provide BBPOU Cert ification Support

Request the bank to confirm what is

expected from supplier towards

certification.

Selected bidder has to

provide necessary support for

certification from NPCI.

41 17 4.1 (V)

Provide a bill processing

portal or integrate with bank‟s

exist ing portal

Does bidder needs to provide a separate

bill processing portal as part of the

solution or can bidder use the existing bank portal.

Bidder needs to provide a separate bill processing

portal as part of the solution

and Integration with Existing portals and other medium.

42 17 4.1 (VII)

Provide Annual

Maintenance

Support

Requesting bank to provide more

clarity on this clause. Kindly clarify the items which need to be

covered under this clause.

AMC for all the Hardware items.

43 17 4.1 (VII)

Solut ion must provide OTP via

SMS as 2-factor authentication

solut ion, considering that

BBPS is a mass deployment.

Request the Bank to clarify if bidder needs to provide 2nd factor

authentication solution also as part

of the solution. I f so, kindly confirm the count of users for 2FA.

The RFP doesn‟t have any

commercial line item mentioning this requirement.

SMS gateway will be provided by the Bank.

44 17 4.1 (VII I) Availability of Audit logs

Which all types of logs will be

considered for Audit purpose , kindly confirm

I t may cover any type of logs and matter may be discussed

during implementation.


45 17 4.1 (VII I) MIS as per the requirement

of the Bank

What is the MIS requirement of the bank? Kindly provide more clarity.

To be discussed with selected bidder.

46 17 4.1 (IX)

The Application will be built

to collect and send application related logs to

the Security Operations

Centre (SOC) of Bank as well to the NPCI.

Our understanding is customer will provide the links and network WAN

devices to send the application logs

to SOC, kindly confirm. Also, logger appliance at the bank

DC and DR location will be

provided by customer, kindly confirm.

SOC setup and SIEM tool along with

perimeter security is not in scope of

supplier, kindly confirm.

SOC setup and SIEM will be

provided by the bank along

with the N/w link.

47 18 4.1 (X) In-built Fraud Risk Mit igation

Procedures.

Kindly provide the scope of the

fraud risk mitigation procedures

Solution must have some in

built capabilities to check for

risk mitigation. I ts integration with Bank‟s FRM is desired.

48 17 4.1 (X) Reconciliat ion of t ransactions.

Bidder will provide the recon reports

and transaction dumps to the bank. Request bank to take care of

dispute management with BBPCU/

NPCI as the customers are bank facing.


49 18 4.1 (15) Storage should be able to keep data in online mode

for whole contract period.

Request the Bank to confirm if

bidder needs to provide data in

online mode for period of 5 years.


50 18 4.2 (4-I I) Raw data reports Request the Bank to confirm why the raw data report is required by

bank


51 18 4.2 (7)

i. Customer on-boarding

ii. Agent on-boarding iii. Agent Inst itut ion On-

boarding

The actual on boarding of agents

will be bank's responsibility. Please

confirm.

Yes


52 18 4.2 (10-i) Complaint management

system [CMS]

Kindly provide more clarity more on this requirement


53 19 4.3 (3-ii) User access management

Does supplier need to provide user access management platform like

IDAM, kindly confirm.

I f yes , please provide sizing details of number of users

Approx. 4000 users

54 19 4.3 (5)

Clearing and Sett lement

system

I. Reconciliat ion

Bidder will provide the recon reports

and transaction dumps to the bank.

Request bank to take care of dispute management with BBPCU/

NPCI as the customers are bank

facing.


55 19 4.5

Phase-1: the solut ion should

be implemented within 8

weeks from the date of issue of Purchase Order/LOI

Phase-2: 4 weeks*

Request bank to consider 5 months

of go

live for phase 1 as BBPS is a new initiative and testing and

certification will take time


56 19 4.5

The vendor must be

responsible for cert ification with NPCI implementation,

maintenance during the

contract period.

Certification is bank's responsibility.

Kindly confirm


57 19 4.5

The vendor must be responsible for cert ification

with NPCI implementation,

maintenance during the contract period.

The firewall / encryption in transport mechanism will be provided by

customer, kindly confirm.


58 20 4.5 (I)

The indicative nature of work is as under.

I . BBPOU Integration Manager

Kindly provide the scope of the

BBPOU integration manager



59 20 4.5 (V)

V. Implementation Support

at onsiteVI. 24x7 onsite

support during the contract period

Kindly provide the number of

resources required to provide

implementation support Also kindly confirm the count of resources to be

deployed at bank's DC & DR

separately for this serv ice.

Bidder to decide on this to meet the SLA.

60 20 4.6

Standard API‟s For Interface

With Alternate Delivery Channels

I . Bank Web Portal

I I . ATM II I . Internet Banking

IV. Mobile Banking

V. Financial Inclusion gateway

VI. Mult i-Function Kiosks VII. Remittance agencies

VII I . MIS/Report ing System

IX. Customized Reports X. UPI

Bank web portal - Please confirm if

the feature will be enabled in the web portal and backend serv ices

need to be provided by bidder.

Please confirm what is the interface required with the Financial Inclusion

gateway, Remittance agencies, Multi function kiosks.


61 20 4.6 (VII I ,IX) MIS/Report ing System Customized Reports

Bidder will provide standard reports

to the bank. Customized report will be provided when the need arises, and upon request from the bank to

the bidder. Please confirm.


62 General

Request bank to provide number of

customers, number of active

customers, volumes expected, volume projections and Y-o-Y

growth over the next 5 years. This

will help the bidder to size the solution and provide cost inputs.

Please refer scope of work,

point no-14.First year-50 to 75 lacs, 2nd year 75-1.25 cr,3rd

1.25-2cr approx. volume of

transaction.


63 21 5.2 Compliance with Applicable laws

Request to modify the clause to

capture that the Bidder shall be

responsible only for compliance of laws that is applicable to it as a

serv ice provider. The laws

applicable for the Bank and its operations which relates to the

bidder's obligation under the RFP

shall be intimated to the bidder by

the Bank, which shall only be incorporated by the bidder in its

solution. Indemnification is

acceptable only for the non-compliance of law which is

applicable to the bidder as a

serv ice provider.Request to appreciate that the bidder is an IT

solution provider and is not in a

position to be well versed with the banking laws to advice the bank in

this aspect.


64 22 5.3

Necessary assistance for

any DR drill or Benchmarking exercise must be rendered

by the Bidder for the contractual period, at no

addit ional cost to the Bank.

Kindly provide the scope of support

and frequency of DR drill in a year

DR drill will be atleast once in

a quarter/as per the bank‟s

requirement. Solution must work in a normal way during

operations from DR .

65 22 5.4

Further, the Bank reserves the right to invoke the

Performance Bank Guarantee in case the

Prime Vendor is not able to

fulfill any or all condit ions specified in the document

Bank already has remedy by way of

LD for delays/non-completion of

project and it is not acceptable to agree for invoking the PBG for

bidder's failure to fulfil 'any or all

conditions' which is very generic statement. This would require further

negotiation during contract stage.



or is unable to complete the project within the st ipulated

t ime. This is independent of

the LD on Delivery and installat ion of hardware &

software

66 23 5.8

Bank will have right to

recover any opportunity loss

or monetary loss incurred by the Bank due to malfunction

of software/application

faults/system failure/negligence of bidder

etc.Penalty structure

Recovery of opportunity loss

tantamount to an indirect loss & hence is requested to be removed

from the clause.The indiv idual

penalties proposed under the RFP are way too high as per existing

standards and hence, request to

consider negotiation during contract stage. Further, the RFP

does not contain an overall cap on

penalties, which is proposed as 10% of the total annual contract value.


67 25 5.13

Order Cancellat ion

-Delay in commissioning / implementation / test ing

beyond the specified

period.

-Serious discrepancy in the quality of service expected

during the implementation,

rollout and subsequent maintenance process

The Bank already has remedy by

way of charging LD for delays,

hence request to remove

'Serious discrepancy' is a relative

term, request to modify as 'material breach'


68 25-

26 5.14 Indemnity

All indemnities sought under the

clause is not acceptable to us like indemnification for commission of

errors, omissions, etc. as the



threshold is very less for

indemnification. Bank already has

remedies by way of penalty for this purpose. Indemnification for 'any'

breach of terms of RFP is also not

acceptable as it is general indemnity. Further, use of

deliverables or serv ices is also very

generic. Further, request to limit the

indemnity at last 12 month's fees paid to the bidder. Request to

consider negotiation for exceptions

to this limitation during contract stage.

69 26 5.15 Publicity Request to make this clause mutual. Clause stands as per RFP..

70 28 5.20 Exit option & contract re-negotiat ion

Serious discrepancy' is a relative

and subjective term and will lead to

ambiguity. Further, Bank gets the option to charge LD for delayed

delivery. Request to remove this

clause. Alternatively, suggest to capture triggering points like ' if the LD crosses 10% of the total annual

contract value, if the penalty crosses a threshold of 10% of the

total annual contract value, etc.

Further, it is not acceptable to enter into price re-negotiation as the

prices offered are already

competitive and shall be fixed for

the duration of the contract.Further, request to delete the clauses

related to procurement from a third



party as it affects our forecasts basis

which pricing is done.

71 30 5.22

The Bank shall be entit led to

terminate the agreement with the selected bidder at

any t ime by giving ninety

(90) days prior written notice to the selected bidder

Termination at any time is acceptable only if a mutually

agreed termination fees is paid by

the bank.


72 30 5.23

The Bank shall make such prorated payment for

services rendered by the selected bidder and

accepted by the Bank at

the sole discret ion of the Bank in the event of clause

of termination, provided

that the selected bidder is in compliance with its

obligations t ill such date. However, no payment for

“costs incurred, or

irrevocablycommitted to, up to the effective date of

such termination” will be applicable to selected

Bidder. There shall be no

termination compensation payable to the selected

bidder.

Request to modify the clause as the

bidder needs to be paid for the serv ices / obligations provided till

the effective date of termination,

irrespective of the cause of termination.



73 Gen

eral - -

Crucial legal terms like termination

rights for the bidder, indemnification

of the bidder, IPR of bidder, etc are not captured in the RFP which

needs to be negotiated during

contract stage.

74 44 Annexure D

(7.1) Fall Clause

Request the bank to remove this

clause


75 47

annex-E

(Table1-SN. 4)

Anti-Virus , patch

management

Can bank let us know which Anti-

v irus tool is currently used for server protection?

Is it possible to procure the same

antiv irus agent license and bank will allow to manage the new servers

through their existing AV

management server


76 48 Table 4 Reconciliat ion Charges

Request the Bank to clarify the

inputs which are required to be

provided as part of this table. Bidder will only provide the recon

reports and transaction dumps to

the bank.


77 51 Annexure H PROFORMA FOR DEED OF

INDEMNITY

Request the bank to clarify if this is

to be submitted by all the bidders

participating in the RFP or by the selected vendor by the bank to

implement the BBPS

Deed of Indemnity will be

submitted by the selected bidders

78 General

Does supplier need to provide

security devices like firewall and nips/hips ; encryption and masking

for database ; FIM , etc. or existing

security setup at bank's DC and DR location can be used for the same,

kindly confirm.

Existing security setup at

bank's DC and DR location

can be used for the same


Will banks existing security serv ices

provider manage the server and

perimeter security requirements for new BBPOU , kindly confirm

79 1, 11

& 12

1.11, 1.12,

1.17

1.11 Confidentiality

The RFP document is confidential and is not to be

reproduced, transmitted, or

made available by the

Recipient to any other party. The RFP document is provided

to the Recipient on the basis of

the undertaking of confidentiality given by the

Recipient to Bank. Bank may

update or rev ise the RFP document or any part of it. The

Recipient acknowledges that

any such rev ised or amended document is received subject

to the same terms and

conditions as this original and subject to the same

confidentiality undertaking.

The Recipient will not disclose or discuss the contents of the

RFP document with any officer,

employee, consultant,

director, agent, or other person associated or affiliated

in any way with Bank or any of

its customers, suppliers, or agents without the prior written

consent of Bank.

1.12 Disclaimer:

FSS requests that the contents of the

proposal be treated confidential

and be subject to relevant confidentiality restrictions as

appropriate.



Subject to any law to the

contrary, and to the maximum

extent permitted by law, Bank and its officers, employees,

contractors, agents, and

advisers disclaim all liability from any loss or damage

(whether foreseeable or not)

suffered by any person acting

on or refraining from acting because of any information,

including forecasts,

statements, estimates, or projections contained in this

RFP document or conduct

ancillary to it whether or not the loss or damage arises in

connection with any

negligence, omission, default, lack of care or

misrepresentation on the part

of Bank or any of its officers, employees, contractors,

agents, or advisers.

1.17. RFP response

All submissions will become the

property of Bank. Recipients shall be deemed to license,

and grant all rights to, Bank to

reproduce the whole or any

portion of their submission for the purpose of evaluation, to

disclose the contents of the

submission to other Recipients who have registered a


submission and to disclose

and/or use the contents of the

submission as the basis for any resulting RFP process,

notwithstanding any copyright

or other intellectual property right that may subsist in the

submission or Banking

documents.

80 12 1.16

1.16 Acceptance of Terms A Recipient will, by responding

to Bank RFP, be deemed to

have accepted the terms as stated in the RFP.

FSS would wish to clarify that any binding terms and conditions

including the RFP terms and the

Contract be binding between upon the parties upon mutual agreement

that is considerate to the comments

mentioned herein.


81 12 1.21. 5.14

1.21 Indemnity and 5.14

The bidder shall indemnify the

Bank and be liable for any loss or damage suffered by the

Bank due to malfunctioning of

the system as supplied and installed by them. The total

liability of the selected bidder

shall not exceed the total cost of the order value.

Bidder would like to clarify that

Bidder will indemnify the Bank for

any infringement of third party IP rights for the solution provided by

the Bidder to the Bank.

Bidder further is willing to indemnify

for breach of confidentiality, IP and

applicable laws. Bidder is also willing to indemnify the Bank for any acts

or omissions of gross negligence and

willful misconduct.


82 16 3.6

3.6 Contract Period The selected bidder need to

execute a Serv ice Level

Agreement (SLA) with UCO Bank covering all terms and

conditions of this RFP. SLA will

cover performance and availability of the solution

FSS would wish to clarify that any

terms and conditions of the contract be binding upon the

parties upon mutual agreement.



deployed. The contract period

will be for a period of Three

(03) Years from the date of Agreement. Bank at its own

discretion may extend the

contract for a further period of 2 years.

The performance of the

selected bidder shall be rev iewed every quarter and

the Bank reserves the right to

terminate the contract at its sole discretion by giv ing two

month‟s notice without

assigning any reasons. Any offer falling short of the

contract validity period is liable

for rejection.

83 16 4.1

4.1 Scope of Work

The scope of the work must be

as per the Bharat Bill Payment System – BBPOU Technical

Specification issued by the

NPCI from time to time. The selected bidder must adhere

to guidelines issued by the

NPCI on Bharat Bill Payment

System with no extra cost from the Bank. The bidder has to

provide required Hardware,

Software, Database & any other application for the

implementation of BBPOU. The

solution will be implemented in DC/ DR concept at our

Bidder would like to discuss on the

aspect of the additional costs

involved and would request that the

same be mutually agreed between the parties.



Kolkata Disaster Recovery

Centre & Bangalore Data

Centre.

84 25 5.12

5.12 Acceptance Testing The Bank will carry out the

acceptance tests as per

Scope of work supplied & implemented by the selected

bidder as a part of the Project.

The Vendor shall assist the Bank in all acceptance tests to be

carried out by the Bank. The

provisioned items will be

deemed accepted only on successful acceptance of

those products and the vendor

would need to provision insurance of those items till

successful acceptance. The

Bank at its‟ discretion may modify, add or amend the

acceptance tests which then

will have to be included by the vendor. The Vendor shall

arrange for the tests at the

relevant sites in the presence of the officials of the Bank. The

Vendor should ensure that the

tests will involve trouble-free operation of the complete

system apart from physical

verification and testing and

that there shall not be any additional charges payable by

the Bank for carrying out this

Bidder requests that any

acceptance under the contract be

in accordance with set acceptance criteria and

procedures as laid out in the

relevant work order/ SOW. Bidder further requests that a clause on

acceptance period and deemed

acceptance be introduced in the contract.



acceptance test.

In case of any discrepancy in

the hardware / software supplied, the Bank reserve the

right to terminate the entire

agreement in case the Vendor does not rectify or replace the

supplied hardware/software

and the Vendor shall take

back Vendor equipment at Vendor‟s costs and risks. The

Bank have the right to reject

the „Vendor Supplied Equipment‟ and to seek free

replacement or repair of the

equipment or defective components thereof till the

completion of acceptance

test and obtaining final acceptance certificate from

the Bank.

85 1.11

1.11 Confidentiality FSS requests that the confidentiality provisions be amended and be

made mutual to include the

confidentiality obligations of the Bank, as well.


86

25, 28,

29

5.13, 5.20

5.13 Order Cancellation

The Bank reserve its right to

cancel the order in the event of one or more of the following

situations, that are not

occasioned due to reasons solely and directly attributable

to the Bank alone:

• Delay in commissioning / implementation / testing

FSS request that any termination under this agreement be for cause

with a 30 day cure period.

FSS requests that the costs be borne

by the Bank or FSS procures such products and serv ices.



beyond the specified period.

• Serious discrepancy in the

quality of serv ice expected during the implementation,

rollout and subsequent

maintenance process. • In case of cancellation of

order, any payments made by

the Bank to the Vendor would

necessarily have to be returned to the Bank, further

the Vendor would also be

required to compensate the Bank for any direct loss

suffered by the Bank due to

the cancellation of the contract/purchase order and

any additional expenditure to

be incurred by the Bank to appoint any other Vendor. This

is after repaying the original

amount paid. • Vendor should be liable

under this section if the

contract/ purchase order has been cancelled in case sum

total of penalties and

deliveries equal to exceed 10% of the TCO.

• Please also refer 5.19 herein

below.

5.20 Exit Option and Contract

Re-Negotiation and 5.22

Termination


87 26 5.15

5.15 Publicity

Any publicity by the selected

bidder in which the name of the Bank is to be used should

be done only with the explicit

written permission of the Bank.

FSS requests that this clause be made mutual.


88 28,

31

5.19, 5.24,

5.25

5.19 Resolution of Disputes

This RFP document shall be

governed and construed in

accordance with the laws of India. The courts of Kolkata

alone and no other courts shall

be entitled to entertain and try any dispute or matter relating

to or arising out of this RFP

document. Notwithstanding the above, the Bank shall have

the right to initiate appropriate

proceedings before any court of appropriate jurisdiction,

should it find it expedient to do

so.

5.24 Arbitration and

5.25 Applicable law &

Jurisdiction of court.

Bidder requests that the venue of

arbitration be Chennai under the

exclusive jurisdiction of the courts at Chennai, India.


89

New clauses required to be

included in the Contract

FSS requires inclusion of the following

clauses, without limitation.

1) LIABILITY

FSS requests that FSS‟s aggregate liability be capped and liability for

indirect damages be excluded

under the contract.



2) Non-solicitation etc.

90 44 7.1

7. Fall Clause 7.1 The BIDDER undertakes that

it has not supplied/is not

supplying similar product/systems or subsystems

at a price lower than that

offered in the present bid in respect of any other

Ministry/Department of the

Government of India or PSU

and if it is found at any stage that similar product/systems or

sub systems was supplied by

the BIDDER to any other Ministry/Department of the

Government of India or a PSU

at a lower price, then that very price, with due allowance for

elapsed time, will be

applicable to the present case and the difference in the cost

would be refunded by the

BIDDER to the BUYER, if the contract has already been

concluded.

Bidder would like to discuss the

provisions of the integrity pact with the Bank. Bidder also requests that

this fall clause be deleted.


91 50

Annexure-H PROFORMA FOR DEED OF INDEMNITY

Bidder is willing to provide indemnities under the contract to

be agreed between the parties.

Bidder requests that this deed be

withdrawn.

Please note that Deed of Indemnity will be submitted

by the selected bidders


92 17 4.1

9) The Application will be built

to collect and send

application related logs to the Security Operations Centre

(SOC) of Bank as well to the

NPCI.

What is Security Operations Centre?

How to communicate to them what

format

SOC is the security operator

centre WHICH collects the

logs of the various modules and analyse them to protect

the infrastructure from any

cyber attack.

93 18 4.1

DR details- RTO (90 Minutes) &

RPO (15 Minutes) to be

defined

DR details- RTO (90 Minutes) & RPO (15 Minutes) to be defined? - By

whom / when?+

RFP Clause is self explanatory

94 15

3.4

Commercial Evaluation

3.4.2 The Bidder needs to

provide Unit costs for components and serv ices; unit

rates with applicable taxes

would be considered for the TCO purposes.

Request Bank to evaluate the

commercials excluding all taxes

Clause stand as per RFP

95 23

5.6 Payment

Terms

-30% of the TCO (excluding

Phase-2) will be paid on delivery, successful installation,

commissioning of the

hardware. - 40% of the TCO (excluding

Phase-2) will be paid after

successfully implementation of Phase-1.

-Rest 30% of the TCO

(excluding Phase-2) will be paid after 03 months from the

date of successful running/go

live of the solution (Phase-1).

Request bank to consider separate

payments terms for hardware and other software‟s with 90% payment

on installation and balance 10% on

Go Live

30% of item value( excluding

phase – 2) will be paid on delivery, successful

installation, commissioning of

the hardware.

96 23

5.6 Payment Terms

The AMC, ATS, FM cost would be paid quarterly in arrears

after submitting all the

required documents/serv ices. The charges of the AMC ATS &

FM will starts from the date of

Request bank to consider payment of AMC/ATS annually in advance as

per industry practices



go-live of the solution.

97 23

5.6 Payment Terms

Ø The AMC, ATS, FM cost would be paid quarterly in

arrears after submitting all the

required documents/serv ices. The charges of the AMC ATS &

FM will starts from the date of

go-live of the solution.

Request bank to consider payment of FM cost monthly in arrears as

bidder will incur monthly cost to

deploy the resources


98 23

5.8 Penalty General We assume the total Penalty will be restricted to 10% of the contract

value as indicated in clause 5.13.

Request Bank to confirm


99 23

5.8 Penalty 1% of the total cost delay in

project

implementation/execution on per week

Clause 5.9 covers for LD due to delayed implementation. Request

Bank to remove the penalties as

mentioned in 5.8 for implementation delays as it is duplicated with 5.9

Modified penalty term given

as annex.

100 24

5.9

Liquidated

Damage

5.9 Liquidated Damage

Notwithstanding the Bank‟s

right to cancel the order, liquidated damages at 0.5% of

the contract price per week

will be charged for every week‟s delay in

implementation

We assume the total liquidated damages will be restricted to 10% of

the contract value as indicated in

clause 5.13. Request Bank to confirm

LD term is modified as 5% of

(hardware cost +

implementation) per week that will be charged for every

week‟s delay in

implementation. LD will be maximum of 10% of

(hardware cost +

implementation).

101 25

5.13 Order

Cancellation

In case of cancellation of


the Bank to the Vendor would necessarily have to be

returned to the Bank, further

the Vendor would also be

Request bank to restrict the

repayment for the undelivered

portion of contract.



required to compensate the

Bank for any direct loss

suffered by the Bank due to the cancellation of the

contract/purchase order and

any additional expenditure to be incurred by the Bank to

appoint any other Vendor. This

is after repaying the original

amount paid.

102 25

5.13 Order

Cancellation

In case of cancellation of


the Bank to the Vendor would necessarily have to be

returned to the Bank, further

the Vendor would also be required to compensate the

Bank for any direct loss

suffered by the Bank due to the cancellation of the

contract/purchase order and

any additional expenditure to be incurred by the Bank to

appoint any other Vendor. This

is after repaying the original amount paid.

The bidder is not privy to the commercials agreed between the

Bank and the new supplier. Hence

request Bank to limit the liability of the bidder to the value of the

undelivered portion of the contract.


103 28

5.20 Exit

Option and

Contract Re-Negotiation

The Bank will reserve a right to

re-negotiate the price and

terms of the entire contract with the Selected Bidder at

more favourable terms in case

such terms are offered in the industry at that time for

projects of similar and

comparable size, scope and quality.

We understand that the L1 bidder

will be selected based on the

evaluations. Hence request bank to remove the clause



104 47

Annexure-E

Commercial

Bid Format- Table 1

Applicable taxes Request Bank to clarify if Tax value is

to be entered or the bidder needs

to indicate relevant tax % applicable


Provide the data as per the

format.

105 47

Annexure-E

Commercial Bid Format-

Table 1

Applicable taxes We assume that taxes will be paid

at the then prevailing rates at actuals as stipulated by the

Government. Request Bank to

confirm


Provide the data as per the format.

106 47

Annexure-E Commercial

Bid Format-

Table 1

Applicable taxes We assume that if any new taxes are introduced or new taxes

replace existing taxes, the same will

be borne by the bank. Request Bank to confirm


107 47

Annexure-E


Table 1

Total Amount (`) Request Bank to clarify if the total is

including taxes


Provide the data as per the format.

108 16

3.6 Contract Period

The performance of the selected bidder shall be

rev iewed every quarter and

the Bank reserves the right to terminate the contract at its

sole discretion by giv ing two

months‟ notice without

assigning any reasons. Any offer falling short of the

contract validity period is liable

for rejection

We understand that cancellation of contract or termination will be

performed as per clause 5.13 and

5.22. Request bank to align clause 3.6 with 5.13 and 5.22 and remove

termination as per convenience

RFP clause MODIFIED AS “The performance of the selected

bidder shall be rev iewed

every quarter and the Bank reserves the right to terminate

the contract at its sole

discretion by giv ing 90 DAYS

notice without assigning any reasons. Any offer falling short

of the contract validity period

is liable for rejection.”

109 48

Annexure-E

Commercial

Bid Format- Table-3


11 will start from 2nd year We assume the note relates to SL 2 and 3 of table 3. Request Bank to

clarify




110 48

Annexure-E

Commercial

Bid Format- Table-4

Reconciliation Charges Request clarity from the bank on the

basis for providing the commercials

for reconciliation charges (fixed fee basis, transaction basis etc)

Fixed fee per transactional

basis.

111 48

Annexure-E


Total Cost of ownership

(A+B+C+D): We assume the Total cost of

ownership is Cost inclusive of all

taxes

Yes

112 47

Annexure-E

Commercial

Bid Format-

Table-2

Phase 2 Request bank to provide further clarity on the scope of phase 2 as

the scope seems similar to phase 1

The detailed scope of Phase

2 will be shared at the time of

implementation and as per

the guidelines of NPCI.

113 47

Annexure-E

Commercial

Bid Format- Table-2

Phase 2 Request bank to provide

placeholder to quote for

application cost for Phase 2 in Table 4

Software cost if any can be

placed in SL no-2 of table 4

114

17/4.1(3) iv

Integrate with other systems of

the bank like payment gateway, Net Banking

platform, Mobile application,

ATM, UPI , SMS and email systems.

Clarification requested :Will the UI

for different channels will be developed by respective channel

and utilize the serv ice of BBP

exposed by the BBPOU engine provided by TCS

Integration of BBPS with the

different channels is to be done by the selected bidder.

115

17/4.1(3) v i

Provide BBPOU Certification

Support Clarification requested: What

type/level of support is expected?


116

17/4.1(3) v iii

MIS as per the requirement of

the Bank Clarification requested: Will the

report generation will be in scope?


117

17/4.1(3) x

Reconciliation of transactions Clarification requested: Will the

report generation suffice the reconciliation purpose?


118

17/4.1(5)

As the Customer OU, it is

imperative that the bank will not impact its existing

arrangement with the biller

Clarification requested: Will the UI

look & feel related code and Interface to integrate existing

system will be shared

Required API will be shared

by the Bank.


aggregators for the on-us bill

payment on immediate basis.

This solution approach must keep this in consideration and

create the provision for

integration with existing bill payment system without

impacting the customer

experience in the negative

way.

119

19/4.2 Phase -2

Clarification requested: is on

boarding of biller is bidder's

responsibility?

Biller on boarding will be

done by Bank.

120

1.16 Acceptance of Terms Following modification proposed in the section:

A Recipient will, by responding to

Bank RFP, be deemed to have accepted the terms as stated in the

RFP, subject to the clarifications and

deviations submitted by the Recipient.


121

1.21 Indemnity Recipient propose that they shall not indemnify the Bank from the loss or damage suffered by the Bank due to malfunctioning of the system as supplied and installed by them, instead Recipient proposes that the below suggested clauses shall apply and shall be made part of the RFP and/or contract: The Recipient further clarifies that 'malfunctioning' as referred to in the RFP shall be defined to mean a material non-conformance with the agreed corresponding specifications.



Bidder warrants that as delivered by it and at the time of acceptance by Bank, each deliverable provided pursuant to the Agreement will conform to its corresponding specifications. I f the Recipient is in breach of such warranty in respect of a given Deliverable due to reasons solely attributable to the Recipient, then the Recipient shall, at its own cost, re-perform such Deliverables as are necessary to rectify that breach or replace the Deliverables that provides substantially similar functionality and then re-submit that Deliverables. I f however both parties subsequently mutually determine that such remedies are not practicable, the Bank's exclusive remedy shall be to require the Recipient to refund/return all payment of fees allocable to that part of the nonconforming Deliverables made by the Bank to the Recipient (if already paid by the Bank). This warranty shall not apply in the event that failure of the Deliverable to conform to its corresponding specifications has resulted from: (a) modification of the Deliverable after delivery by Recipient if such modification was not made by or on behalf of the Recipient, (b) use of the Deliverable in combination/ operation with other products or systems which are not approved by the Recipient and operation of the


Deliverables on incompatible hardware and/or software not recommended by Recipient or (c) if the Deliverables has been used otherwise than in accordance with the relevant documentation and/or otherwise than for the purpose for which they have been developed or supplied, or (d) defects in components or materials provided to Recipient by Bank in connection with the preparation of the Deliverable. All the hardware, software, equipments, etc. provided to the

Bank by the Recipient as well as any

deliverables, customizations, modifications, etc. to the afore-

stated provided pursuant to the RFP

scope shall be solely subject to the terms and conditions including warranty, indemnity, maintenance and support, AMC/ATS etc. as provided in the respective hardware, software, firmware, equipment etc. vendor's and/or OEM's underlying terms and conditions. All provisions in the RFP which refer to such hardware, software, equipments, etc. shall be deemed to incorporate the provisions of this clause therein. Except as set forth in this section, Bidder makes no warranties to the Bank, express or implied, with respect to any serv ices or deliverables provided hereunder,


including, without limitation, any implied warranties of merchantability or fitness for a particular purpose. All such other warranties are hereby disclaimed by the Bidder. The Bank warrants that all software, information, data, materials, and other assistance ("Bank Materials") provided by it to the Bidder will not infringe the intellectual property rights of any third parties. Further, Bank has the rights and is otherwise authorized to deliver the Bank Material and to grant the rights and licenses to the Bidder as contemplated in this RFP and/or contract. Liability: The Bidder clarifies that the provision on liability inserted in the text of the RFP in this section shall be modified as under and form part of the RFP and/or contract: Liability: i) The total cumulative liability of the selected bidder arising from or relating to the RFP and/or Agreement shall not exceed the fees paid to the Bidder in the preceding twelve months under the applicable indiv idual order during that gives rise to such liability (as of the date the liability arose).


ii)Neither party shall be liable to the other for any special, indirect, incidental, consequential (including loss of profit or revenue, loss of good will, loss of data), exemplary or punitive damages whether in contract, tort or other theories of law, even if such party has been advised of the possibility of such damages. iii) The Bidder shall be excused and not be liable or responsible for any delay or failure to perform the Serv ices or failure of the Serv ices or a Deliverable under this RFP and/or Agreement to the extent that such delay or failure has arisen as a result of any delay or failure by the Bank or its employees or agents or third party serv ice providers to perform any of its duties and obligations as set out in this RFP and/or Agreement. In the event that the Bidder is delayed or prevented from performing its obligations due to such failure or delay on the part of or on behalf of the Bank, the Bidder shall be allowed an additional period of time to perform its obligations and unless otherwise agreed the additional period shall be equal to the amount of time for


which vendor is delayed or prevented from performing its obligations due to such failure or delay on the part of or on behalf of the Bank. Subject to mutual agreement with the Bank, the Bidder shall take such actions as may be

necessary to correct or remedy the

failures or delays. The Bidder shall be entitled to invoice the Bank for

additional costs incurred in

connection with correction or

remedy as above at agreed rate card.

122

1.23 Authorized Signatory The Bidder clarifies that not all the

Bidder employees involved in the discussions and negotiations may

also be authorized signatories of the

Bidder but the Bidder can confirm that such employees are authorized

to discuss and negotiate on behalf

of the Bidder.


123

3.6 Contract Period The Bidder requests that Bank and

the Bidder shall mutually agree

upon any extension of the contract. Further, termination by the Bank

under this section shall be subject to

payment of termination charges including reasonable wind down

costs of the Bidder.


124

4.1 Scope of Work The Bidder clarifies that the scope of

work shall be agreed between the Parties under the contract upfront.

Any change to the scope of work



shall be subject to the change

control procedure agreed between

the Parties.

125

5.2 Compliance with all Applicable Laws

Para 1: The Bidder clarifies that each party i.e. Bank and Bidder shall be responsible and liable for its own compliance with laws which are applicable to such party. The Bidder will not be responsible for Bank's compliance with applicable laws. Further, notifying the Bank about laws applicable to the Bidder shall not be mandatory and nor shall failure to notify lead to any consequences for the Bidder. This shall be removed from the clause. Further, the scope of the indemnification obligation in this section shall be made mutually applicable and shall be limited to third party claims only. The Bidder clarifies that mere failure or omission by a Party to abide by the applicable laws shall not give rise to indemnification obligation, unless there is any third party claim or demand arising there from. Thus the clause shall be modified accordingly. Para 2: The Bidder clarifies that Para 2 shall be modified as under: The vendor shall promptly and timely obtain all such consents, permissions, approvals, licenses, etc., as may be necessary or required for the vendor in the capacity of a services provider to perform this project or for the



conduct of their own business under any Law, Government Regulation/Guidelines applicable to the vendor and shall keep the same valid and in force during the term of the project, and in the event of any failure or omission to do so, shall indemnify, keep indemnified, hold harmless, defend the Bank and its employees/ officers/ staff/ personnel/ representatives/agents from and against all claims or demands of liability and all consequences that may occur or arise for any default or failure on its part to conform or comply with the above and all other statutory obligations arising there from and the Bank will immediately notify the vendor of any such claim or demand of liability. Para 3: The Bidder clarifies that indemnity shall not cover damages,

loss or liabilities suffered by the bank

arising out of claims made by its customers and/or regulatory

authorities.

126

5.3.1 Warranty & Maintenance The Bidder clarifies that all hardware, software, equipments,

etc. provided to the Bank by the

Recipient as well as any deliverables of customizations, modifications,

etc. to the afore-stated provided

pursuant to the RFP scope shall be

solely subject to the terms and conditions including warranty,

maintenance and support,



AMC/ATS etc. as provided in the

respective hardware, software,

equipment etc. vendor's and/or OEM's underlying terms and

conditions.

127

5.4 Performance Bank Guarantee

The format of the Performance Bank Guarantee is subject to the

changes or deviations suggested

below by the Bidder to Annexure 1.

Further, forfeiture of the Performance Bank Guarantee shall

be subject to parties agreeing to

specific trigger events.


128

5.5.1 Delivery of Equipment The Bidder clarifies that the time

frame shall be agreed upon

between the parties.


129

5.5.2 Delivery of Equipment The Bidder clarifies that all fees and costs payable to Bidder are

exclusive of any sales, use, value

added tax, serv ice taxes or taxes of a similar nature as applicable, and

Bank shall be responsible to pay or

reimburse Bidder the amount of such taxes, and thus the section

shall be amended to reflect the

above.


130

5.6.1 Payment Terms Will the period until such

commissioning not be included

under the contract period? Kindly

clarify. Further, Bidder clarifies that

successful commissioning shall

mean commissioning of hardware, software etc. as agreed under the

contract, and thus the section be



amended accordingly.

131

5.6.2 Payment Terms The Bidder clarifies that the Bank shall not withhold payment of fees in case of delays or defaults by the Bidder and the section shall be amended accordingly. There are many other remedies available under the RFP and/or contract for delay or default of the Bidder. Additional clauses to be included in this section of the RFP and/or contract as under: 5.6.4: Bidder shall submit invoices to Bank as per the agreed payment milestones specified in the applicable contract detailing the amounts payable by Bank there under. Bank shall remit payment to Bidder within thirty (30) days following its receipt of each such invoice. For any amounts not paid when due, Bidder shall impose late payment charges at the rate of one and one half percent (1.50%) per month until the delayed payment is paid in full. Without prejudice to the other rights available, Bank also reserves the right to withhold the provision of Serv ices till such time all the payments due to it under this Agreement/contract have been made by Bank and any such withholding by the Bidder shall not be treated as breach by it of the provisions of this RFP and/or



Agreement/contract. 5.6.5:

The price for serv ices and all fees payable to Bidder are exclusive of

any sales, use, value added tax,

serv ice taxes or taxes of a similar nature measured by the Serv ices,

Deliverables or charges thereon,

imposed by any applicable taxing jurisdiction and where such taxes

are applicable, Bank shall be

responsible to pay or reimburse Bidder the amount of such taxes.

Where applicable, Bidder shall

invoice such taxes as a separate

line item in applicable invoices and shall pay such amount of tax to the

appropriate taxing authority upon

receipt of such amount from the Bank. Each party is responsible for its

own income taxes, corporate taxes

and franchise taxes.

132

5.7 Paying Authority The Bidder clarifies that the clause shall be amended to reflect that payment of bills will be released in accordance within 30 days of receipt of Invoice by the Bank. I t shall not be dependent on Bank's internal process of receiv ing confirmations, reports etc. as proposed in the RFP. The Parties will agree to payment milestones and the Bidder will raise invoices upon reaching such milestones, so there is no need for further Confirmations.



This section shall be amended to

reflect the above.

133

5.8 Penalty The Bidder clarifies that the first para of this section shall be replaced as under: The penalty charges listed in this section below will be applicable only if and to the extent the default and/or delay is due to reasons solely attributable to the Bidder. Notwithstanding anything to the contrary, the aggregated penalty charges payable by Bidder under this section and under the RFP and contract shall not exceed 1% of the total contract value. Apart from FM services, the selected bidder should provide onsite support when required within same day if agreed under the contract. The Bidder clarifies that any uptime requirements under the RFP and/or contract shall be subject to standard downtime provisions as listed below: The time lost due to any of the following reasons are taken into account while calculating the availability/ uptime requirement: (a) Time lost due to power or environmental failures; (b) Time taken to recover the system because of power or environmental failures; (c) Time lost due to damage or malfunction in the system or any units thereof due to causes attributable to Purchaser such as attachment of additional



devices, making alteration to the system, maintenance of the system, etc. without Bidder's consent and/ or failure to maintain the site as required by the Bidder; (d) Time taken for scheduled maintenance/ troubleshooting either for preventive purposes or improvement in function or other purposes; (e) Time taken for reconfiguration or other planned downtime situations; (f) Scheduled shutdowns as required by Purchaser; (Bidder may also request Purchaser for a shutdown for maintenance purpose, which request will not be denied unreasonably by Purchaser); (g) Time taken for booting the system (h) Time lost due to unavailability of links. The penalty set forth against the uptime requirement in the table below shall be as mutually agreed. Penalty Description of Work Turn Around Penalty Charge time (TAT)/ s: SL Serv ice Level 1 Project Project 0.1% of the total cost

Execution/Implementation

implementation of the delayed ionon time: As milestone in

project

per the implementation/exec timeline ution on per week


provided in and a maximum of the scope of 0.5% of the delayed work milestone 2 FM Support 24X7 till 0.1% per day of the three years total cost of the FM from the day support upto a of live of maximum of 0.5% of project the FM support cost 3 Uptime requirement 99.90% 98.90% to 99.90% monthly basis .................................................................. (To Be Discussed 'TBD') 97.90% to 98.90% TBD... 96.90 to 97.90% ..TBD... 95.90% to 96.90% .TBD.. (The penalty will be calculated on monthly basis), if the uptime falls below 95.90%, the

contract may be terminated, subject to prior written notice and a cure period of 30 days being provided to the Bidder. 4 Resolution of As per the 0.1 % per day of the cost customer Level corresponding to such delayed serv ice defined in serv ice under the project upto complaints the scope a maximum of 0.5% of such cost corresponding to such delayed serv ice

134

5.9 Liquidated Damages The Bidder clarifies that there are

already penalty charges set forth in

the above section for delay in implementation, so levying



liquidated damages in addition to

such penalties appears

unreasonable and thus this section shall be removed from the RFP

and/or contract.

135

5.12 Acceptance Testing The Bidder clarifies that section shall be modified to reflect the following:

Para 1:

The Bank will carry out the acceptance tests as per Scope of work supplied & implemented by the selected bidder as a part of the Project. The Vendor shall assist the Bank in all acceptance tests to be carried out by the Bank. The provisioned items will be deemed accepted: i) upon successful acceptance of those provisioned items within the agreed acceptance period i.e. the provisioned items substantially meeting the corresponding agreed specifications and/or agreed acceptance criteria, as the case may be; or ii) if the Bank (a) fails to provide the list of non-conformities within the acceptance period, (b) fails to notify the acceptance of the provisioned items in terms of this clause within the period agreed for the same, or (c) starts using the provisioned item in a live production environment (other than as part of agreed review and acceptance testing procedure, such as UAT). Unless agreed otherwise the



acceptance period shall be seven working days from the date of delivery of the provisioned item by the Bidder. Further reworking/ remedy of defects shall be at the cost of Bidder, provided the non-conformities are solely and entirely attributable to the Bidder. In all other cases, reworking/ remedy of non-conformities shall be at the cost of Bank. The vendor clarifies that it shall not be required to provision insurance of those items till successful acceptance. The Bank and Bidder may mutually

agree to modify, add or amend the acceptance tests which then will

have to be included by the vendor.

The Vendor shall arrange for the tests at the relevant sites in the

presence of the officials of the

Bank. The Vendor should ensure that the tests will be based on the

acceptance criteria as agreed for the provisioned items apart from physical verification and testing and that there shall not be any additional charges payable by the Bank for carrying out this acceptance test, unless agreed otherwise. Para 2: In case of any discrepancy in the hardware / software supplied due to

reasons entirely attributable to the Bidder, the Bank reserve the right to


terminate the affected order

executed under the agreement in

case the Vendor does not rectify or replace the supplied

hardware/software and the Vendor

shall take back Vendor equipment at Vendor's costs and risks. The Bank

have the right to reject the 'Vendor

Supplied Equipment' and to seek

free replacement or repair of the equipment or defective

components thereof till the

completion of acceptance test and obtaining final acceptance

certificate from the Bank, subject to

the respective underlying terms and conditions governing such

hardware/software.

136

5.13

Order Cancellation

The Bidder clarifies that "cancellation" shall be substituted by "termination" throughout this section. Further, the Bidder clarifies that the rights of the Bank under this section shall be invoked and exercised only if the situations set forth in this section have arisen due to reasons entirely attributable to the Bidder. The situations set forth in the section shall be modified as under: Delay in commissioning / implementation / testing beyond the specified period, which has an adverse impact on the overall project.

agreed under the contract for the



implementation, rollout and subsequent maintenance process. □ In case of cancellation of order, any payments made by the Bank to the Vendor would necessarily have to be returned to the Bank, further the Vendor would also be required to compensate the Bank for any direct loss suffered by the Bank due to the cancellation of the contract/purchase order and any additional expenditure to be incurred by the Bank to appoint any other Vendor. This is after repaying the original amount paid. The Bank may raise a claim for direct damages under the liability regime.

Vendor should be liable under this

section if the contract/ purchase order has been terminated in case sum total of penalties and deliveries equal to exceed 10% of the TCO.

Please also refer 5.20 herein

below Bidder's clarifications to section 5.20 have been submitted in the subsequent sections of this table.

137

19 5.14

Indemnity

The Bidder clarifies that it shall indemnify the Bank as under and thus this section of the RFP and/or contract shall be amended to reflect the below: The first para of this section shall be deleted from the RFP, except the last line provided that the last line shall be made mutually applicable i.e. there



shall be mutual indemnity for loss or damage to a party's premises or property, loss of life, etc., due to the acts of other party's employees or representatives, unless caused by the negligence or misconduct of the indemnified party/it's personnel. Further, the scope of third party IPR infringement indemnity set forth in second para of this section shall be as set forth below: The Vendor shall indemnify the Bank against any third party claims, damages, costs and expenses (including reasonable attorney fees), arising out of claims of infringement of such third-party's copyright, patents, or other intellectual property rights on the Bank arising from the use by the Bank of the Bidder provided deliverables and/or serv ices in accordance with the contract. The standard exceptions to indemnity for infringement of third party IPR shall be included in the RFP and/or contract. Further, in the event that Bank is enjoined or otherwise prohibited, or is reasonably likely to be enjoined or otherwise prohibited, from using any Deliverable as a result of or in connection with the above stated IPR infringement claims for which Bidder is required to indemnify the Bank


according to a final decision of the courts or in the v iew of Bidder, Bidder, may at its own expense and option: (i) procure for Bank the right to continue using such Deliverable; (ii) modify the Deliverable so that it becomes non-infringing without materially altering its capacity or performance; (iii) replace the Deliverable with work product that is equal in capacity and performance but is non-infringing; or (iv) I f such measures do not achieve the desired result and if the infringement is established by a final decision of the courts or a judicial or extrajudicial settlement, the Bidder shall refund the Bank the fees effectively paid for that Deliverable by the Bank subject to depreciation for the period of use, on a straight line depreciation over a 5 year period basis. The foregoing provides for the entire liability of the Bidder and the exclusive remedy of the Bank in matters related to infringement of third party intellectual property rights.

The below para of this section shall be removed from the RFP document as indemnification for non-compliance with laws is already covered under section 5.2 and third party IPR infringement claims indemnification has been set forth in this section above. The Bidder does not agree to provide the additional


indemnities set forth in this RFP section. The vendors should indemnify the Bank (including its employees, directors or representatives) from and against claims, losses, and liabilities arising from:

Non compliance of the vendor with Laws / Governmental Requirements IP infringement

Negligence and misconduct of the Vondor, its employees, and agents Breach of any terms of RFP, Representation or Warranty Act or omission in performance of serv ice

The Bidder clarifies that indemnity shall not cover damages, loss or liabilities suffered by the Bank arising out of claims made by its customers. However, Bidder accepts that indemnity shall cover direct damages suffered by the Bank arising out of claims of competent regulatory authorities

The below para of this section shall be modified as under:

The vendor shall not indemnify the Bank for

(i) Any loss of profits, revenue,

contracts, or anticipated savings or

(ii)Any consequential or indirect loss or damage however caused, provided that the claims against


customers, users and serv ice providers of the Bank would be considered as a "direct" claim

Further, Bidder clarifies that the Bank shall defend, indemnify and hold harmless the selected bidder from and against any third party suit, proceedings damages, judgments, cost and expenses (including reasonable attorney fees) relating to any infringement claim by a third party to the extent based on any Bank materials prov ided to selected bidder by or on behalf of Bank or the access and use by selected bidder of any Bank provided software or material in connection with selected bidder's performance of serv ices.

138

5.16 Privacy and

Security safeguards

The Bidder clarifies that in the following situations the restrictions set forth in this section shall not apply and the section be amended to include the same: I f such details and information is (i) already known to the Bidder or its

subcontractors free of any restriction

at the time it is obtained from the Bank, (ii) subsequently learned from

an independent third party free of

any restriction and without breach of this provision; (iii) is or becomes

publicly available through no

wrongful act of the Bidder or any



third party; (iv) is independently

developed by the Bidder without

reference to or use of any information of the Bank; or (v) is

required to be disclosed pursuant to

an applicable law, rule, regulation, government requirement or court

order, or the rules of any stock

exchange.

139

5.18 Guarantees The Bidder clarifies that it does not provide any guarantees with

respect to the serv ices and

deliverables under the RFP and/or contract. The Bidder confirms that it

will provide serv ices and

deliverables in accordance with the agreed parameters under the

contract.


140

5.19 Resolution of disputes The last line of the last para to this section shall be modified as under:

Notwithstanding the above, either

party shall have the right to initiate appropriate proceedings before

any court of appropriate jurisdiction

for any interim relief such as injunction, etc.


141

5.20 Exit Option & Contract Renegotiation

The Bidder clarifies that the term 'cancel" shall be substituted by the term "terminated" throughout this section and be construed accordingly. Further, rather than having the RFP provided isolated events as basis of termination, the Bidder clarifies that the RFP and/or contract shall reflect that if there is a material breach of the RFP and/or



contract by either party, the other party shall notify such breach. The Party in breach shall be given a cure period of 30 days or such agreed period to rectify such breach, and if the party fails to rectify such breach, the other party shall be entitled to terminate the contract.

The Bank shall not encash the Bid Security/Performance Guarantee to appropriate damages in this context. Further, if the Bank procures the equipment directly from a third

party, it is not clear how the

obligations in that respect will still remain with the Bidder. Kindly

clarify.

The Bidder clarifies that there be objective milestones defined under

the reverse transition plan and

mechanism and the achievement

of such milestones be conclusive of whether the reverse transition has

been achieved or not. The Bidder

does not agree to leave the decision on completion and

compliance with reverse transition

plan to the Bank's sole discretion.

142

5.22 Termination Further, the termination for breach shall be made mutually applicable and be invoked only when there is material breach of significant obligations by a party. The successor vendor shall be subjected to confidentiality



obligations towards the Bidder which are no less restrictive than those between the Bank and the Bidder. Bank shall initiate arbitration proceedings and not approach any court in the context of this clause. The dispute resolution set forth above shall apply.

143

5.23 Effect of Termination The Bidder clarifies that provision of maintenance serv ices by the Bidder to the Bank post termination shall be subject to a separate agreement which may contain different terms and conditions including commercials and rates, depending upon the scope, volumes, locations, etc. as the case may be. Further, it is clarified that the Bidder shall be paid for all the serv ices

rendered upto the effective date of

termination and prorated payment, if any, shall be agreed upon

between the parties. Termination

charges, may apply, if agreed


144

5.26 and 5.27

Performance Measurements

and Serv ice Levels

The Bidder clarifies that the

performance measurements and

serv ice level audits shall be conducted as per agreed

frequency, and a third party, if any,

used by the Bank in conducting the same, shall not be a competitor to

the Bidder. Such third parties and/or

Bank's representatives shall be subject to confidentiality obligations

towards the Bidder.



145

Additio nal

clause to be

added

Non-

solicitation

The Bidder request that following clause shall be added to the RFP and/or contract: Bidder and Bank each agree that

during the term the Bidder

personnel or Bank employee is associated with the Serv ices

hereunder and for a period of two

years after such person ceases to be so associated, neither Bidder nor

Bank shall, directly or indirectly,

solicit for hire or knowingly hire or retain such personnel of the other party as an employee or

independent contractor, except with prior written consent of the

other party.

Not applicable.

146

Additional

clause to be added

Intellectual

Property Rights

The Bidder requests that following clauses shall be added to the RFP and/or contract: i) Bank acknowledges and agrees that this agreement is not intended to be used for licensing of any Bidder's proprietary software or tools. I f Bidder and Bank mutually agree that the Bidder provides to Bank any proprietary software or tools of Bidder or of a third party, the pertinent parties shall negotiate and set forth the applicable terms and conditions in a separate license agreement and the provisions of this section shall not apply to any

Not applicable


deliverables related to customization or implementation of any such proprietary software or products of Bidder or of a third party. ii) Further, the Bank acknowledges that in performing Serv ices under this Agreement, Bidder may use Bidder proprietary materials including without limitation any software (or any part or component thereof), tools, methodology, processes, ideas, know-how and technology that are or were developed or owned by Bidder prior to or independent of the Serv ices performed hereunder or any improvements, enhancements, modifications or customization made thereto as part of or in the course of performing the Serv ices hereunder, ("Bidder Pre-Existing IP"). Bidder agrees that except with prior consent of Bank, Bidder shall not embed or incorporate any Bidder Pre-Existing IP. Notwithstanding anything to the contrary contained in this Agreement, Bidder shall continue to retain all the ownership, the rights title and interests to all Bidder Pre-Existing IP and nothing contained herein shall be construed as preventing or restricting Bidder from using Bidder Pre-Existing IP in any manner. To the extent that any Bidder Pre-Existing IP or a portion


thereof is incorporated or contained in a Deliverable under a Statement of Work under this Agreement, Bidder hereby grants to BANK a non-exclusive, perpetual, royalty free, fully paid up, irrevocable license, with the right to sublicense through multiple tiers, to use, copy, install, perform, display, modify and create derivative works of any such Bidder Pre-Existing IP in connection with the Deliverables and only as part of the Deliverables in which they are incorporated or embedded. The foregoing license does not authorizes BANK to (a) separate Bidder Pre-Existing IP from the Deliverable in which they are incorporated for creating a stand alone product for marketing to others; (b) independently sell, lease, exchange, mortgage, pledge, license, sub license, assign or in any other way convey, transfer or alienate the Bidder Pre-Existing IP in favour of any person (either for commercial consideration or not (including by way of transmission), and/or (c) except as specifically and to the extent permitted by the Bidder in the relevant Statement of Work, reverse compile or in any other way arrive at or attempt to arrive at the source code of the Bidder Pre-Existing IP. iii) Residuary Rights. Each Party shall be entitled to use in the normal


course of its business and in providing same or similar serv ices or development of similar deliverables for its other clients, the general knowledge and experience gained and retained in the unaided human memory of its personnel in the performance of this Agreement and Statement of Work(s) hereunder. For the purposes of clarity the Bidder shall be free to provide any services or design any deliverable(s) that perform functions same or similar to the Deliverables being provided hereunder for the BANK, for any other client or customer of the Bidder (including without limitation any affiliate, competitor or potential competitor of the BANK). Nothing contained in this Section shall relieve either party of its confidentiality obligations with respect to the proprietary and confidential information or material of the other party. iv) Third Party Components. Any

third-party software, tools, products

or

materials required for performing the Serv ices or for being

incorporated

into or provided in connection with the serv ices or deliverables are

referred

to as "Third-Party Components". Unless otherwise agreed, BANK shall


be

responsible for obtaining any and all

appropriate consents and licenses for

such Third Party Components, at

BANK's costs and expenses, including

applicable license fee. Bidder shall

be responsible for providing

reasonable assistance to BANK for securing all such licenses required

from third parties for BANK's use of

any such Third-Party Components.

147

Additional clause to be added

Entire Agreement Bidder requests the insertion of an

entire agreement clause which

states that the Agreement sets forth the entire understanding of the

parties with respect to the subject

matter hereof and supersedes all prior or simultaneous

representations, discussions,

negotiations, letters, proposals, agreements and understandings


Not applicable

148

Additional clause to be

added

Tata Code of Conduct Bidder requests that the Bank notify the Bidder of any breach of the

Tata Code of Conduct by any

Bidder personnel relating to the

Agreement. Bidder in turn, undertakes that it will maintain

confidentiality of all communication

received.

Not applicable

149

Additional

clause to be

added

Confidential Information The Bidder suggests that the parties

shall agree to include a mutually

applicable regime on confidential information as part of the contract.

Not applicable


150

Annexure B Undertaking The Bidder clarifies that the below clause of the Annexure shall be modified as under: I f our bid is accepted, we are

responsible for the due

performance as per the scope of work and terms & conditions as per

mentioned in RFP, subject to the

deviations and clarifications submitted by the Bidder.


151

Annexure C Format of Bank

Guarantee (EMD)

The Bidder clarifies that the amount stated in para 4 of the Annexure shall be rectified to state RUPEES TEN LAKHS as against "RUPESS TWENTY LAKHS" stated in the RFP Annexure document. Further, the Guarantee can be invoked if the contingencies stated in the guarantee occur and shall not refer to the situations stated in the RFP document. The Bidder clarifies that at the before of the paragraph starting with "Notwithstanding any other term....", the below provisions shall be added: "This Bank Guarantee issued by Bank, on behalf of Bidder in favor of

Bank is in respect of a new

Contract dated . As communicated by Bidder, on the

date of execution of this Bank

Guarantee an amount of Rupees (Rupees

only) is outstanding and payable to Bidder by Bank, in respect of perv ious



contracts between Bidder and Bank. As communicated by Bidder on the date of execution of this Bank Guarantee, there are no outstanding disputes related to any previous contracts between Bidder and Bank." Also after the present Not

withstanding clause following to be

added : Unless the demand/claim under this

guarantee is served upon us in

writing before all the rights

of Bank under this guarantee shall stand automatically forfeited and

we shall be relieved and discharged

from all liabilities mentioned hereinabove.

152

Annexure D Pre contract Integrity Pact The Bidder clarifies that the Bidder does not offer any stores as referred in para 2 of the "General" para of the Annexure. The Bidder provides serv ices and deliverables as agreed under the contract. The Bidder clarifies as under: Section 6.1 (iv) shall be deleted from the document. Section 6.1 (v i) The Bidder's liability shall be subject to the liability cap set forth in the contract. Section 7.1 shall be removed from the document. The pricing provided in each deal will depend on the nature of serv ices, volumes, volume commitments, location of serv ices performance, etc. and thus this clause is not reasonable.



The Bidder requests removal of the

letter from the OEM as required in

the format on page 46 of the RFP document due to administrative

constraints

153

Annexure F Undertaking to be given by the Bidders

The Bidder clarifies that the below clause of the Annexure shall be

modified as under:

We having registered

office at do hereby confirm that we will provide the serv ices as per

scope of work mentioned in the RFP

Document, subject to the deviations

and clarifications submitted by the

Bidder.


154

Annexure G Non Disclosure Agreement The Bidder clarifies that the Annexure shall be modified to include the following clauses as under: i) The obligations set forth in the Annexure shall not apply to the extent, that such information is (i) already known to the Bidder free of any restriction at the time it is obtained from the Bank, (ii) subsequently learned from an independent third party free of any restriction and without breach of this provision; (iii) is or becomes publicly available through no wrongful act of the Bidder or any third party; (iv) is independently developed by the Bidder without reference to or use of any information of



the Bank; or (v) is required to be disclosed pursuant to an applicable law, rule, regulation, government requirement or court order, or the rules of any stock exchange. ii) Equivalent obligations of confidentiality shall apply to Bank with respect to the Bidder's information and material. iii) The confidentiality obligations

set forth in the Annexure shall survive for a period of two years from the

time of disclosure of such

information.

155

Annexure H Proforma of Deed of Indemnity Section 5. 14 of the RFP document (subject to Bidder's clarifications suggested above) already deals with the indemnities that the Bidder shall provide the Bank with, in relation to the RFP and/or contract. I t is our understanding that an additional deed of indemnity for the same purpose is not required and hence Bidder suggests that the same be removed from the RFP document. Kindly clarify and confirm. Bidder reserves its right to comment on the deed of indemnity based on

the response received from the

Bank on this front.


156

Annexure I Proforma for Performance

Guarantee

The Bidder clarifies that at the before section 7 of the Annexure , the below provisions shall be added:



This Bank Guarantee issued by

Bank, on behalf of Bidder in favor of

Bank is in respect of a new Contract dated .

As communicated by Bidder, on the date of execution of this Bank Guarantee an amount of Rupees (Rupees

only) is outstanding and payable to Bidder by Bank, in respect of perv ious contracts between Bidder and Bank. As communicated by Bidder on the date of execution of this Bank

Guarantee, there are no

outstanding disputes related to any previous contracts between Bidder

and Bank

Also section 7 iii) shall be modified as under : iii) We are liable to pay the guaranteed amount or any part thereof under this Bank Guarantee only and only if you serve upon us a written claim or demand on or before .......................................................(date of expiry of Guarantee including claim period), after which all the rights of

Bank under this guarantee shall

stand automatically forfeited and

we shall be relieved and discharged from all liabilities mentioned

hereinabove.


157

Annexure J Manufacturer Authorization Form

The Bidder requests removal of the

Annexure J as required from the

OEM in the format on page 56 of the RFP document due to

administrative constraints.


158

Annexure K Tender offer forwarding letter

The Bidder clarifies that the below clauses of the Annexure shall be modified as under: With reference to the above RFP, having examined and understood the instructions including all annexure, terms and conditions forming part of the Bid, we hereby enclose our offer for Implementation of Bharat Bill Payment System as per approved Design & Specification of the Bank mentioned in the RFP document forming Technical as well as Commercial Bids being parts of the above referred Bid, subject to the deviations and clarifications submitted by the Bidder. In the event of acceptance of our Technical as well as Commercial Bids by the bank we undertake to Implementation of Bharat Bill Payment System as per your purchase orders, subject to the deviations and clarifications submitted by the Bidder as well as any reservations to such purchase orders. In the event of our selection by the Bank for Implementation of Bharat

Bill Payment System as per

approved Design & Specification of the Bank, we will submit a



Performance Guarantee for a sum

equivalent to10% of the project cost

for a period of 39 (Thirty Nine) months effective from the month of

execution of the Agreement in favor

of UCO Bank. We agree to abide by the terms and conditions of this

tender offer till 180 days from the

date of commercial bid opening

and our offer shall remain binding upon us which may be accepted

by the Bank any time before expiry

of 180 days, subject to the

deviations and clarifications submitted by the Bidder. Until a

formal contract is executed, this tender offer, together with the

Bank's written acceptance thereof

and Bank's notification of award,

subject to the deviations and

clarifications submitted by the Bidder, shall constitute a binding contract between us.

Documents

UCO BANK, Department of Information Technology …€¦ · Request for Proposal (RFP) For “Implementation of Bharat Bill Payment System to operate as a Bharat Bill ... Complaint